Substance abuse among pregnant women can have significant public health consequences for their children. Further, HIV surveillance indicates that African-American women in North Carolina of low socioeconomic status are at high risk for HIV and other sexually transmitted infections (STIs) (MMWR, 2005). These women may engage in high-risk sexual behaviors that are often linked to drug use, and they face significant health disparities based on poverty, unemployment, lack of resources, and a lack of access to substance abuse treatment. These health issues may subsequently affect their offspring. Research in Raleigh-Durham, North Carolina (NC), indicates that many of these women are crack cocaine abusers with comorbid conditions, including historical and current victimization from intimate partners. In a staged proposal, we propose to iteratively adapt and modify the NC woman-focused intervention (Women's CoOp), including the field manual and instrumentation, to focus on pregnant African-American women who abuse crack, are currently in substance abuse treatment, and are at risk for HIV or are HIV positive. We then propose to test the newly developed intervention in a Stage IB pilot-sized randomized clinical trial (RCT) in a traditional substance abuse treatment clinic to determine (a) feasibility; (b) relative efficacy compared with substance abuse treatment-as-usual (TAU), across several domains of functioning (e.g., substance use, HIV risk behaviors); and (c) the intervention's potential mechanisms of action. The specific aims of this Stage IA/B study are as follows: Aim 1. To adapt the culturally specific, manualized woman-focused intervention to specifically address issues of pregnancy and substance abuse, relationships with men, social support, parenting, HIV status, living with HIV, antiretroviral (ARV) treatment, and HIV risk-reduction methods for pregnant and postpartum women. Aim 2. To compare the relative efficacy of the woman-focused intervention for pregnant women relative to standard substance abuse treatment to sustain reductions in substance abuse and sexual risk behaviors, maintain retention in drug treatment, reduce violence, and improve prenatal care and ARV treatment adherence (as needed) at 3- and 6-month follow-up. Aim 3. To explore the intervention's potential mechanisms of action (e.g., by examining the mediating effects of changes in knowledge about HIV risk behaviors, psychological distress, readiness for change) and moderating factors (e.g., HIV status, age, stage of pregnancy, relationships with men) that may influence response to the treatment.